Language educators are eager to transform their teaching by embracing new technologies, be they digital tools, Web-based resources, or ancillaries that accompany textbook packages. While there is no doubt that digital materials facilitate opportunities for exposing learners to authentic language and structuring interaction at a distance, many wonder when and how these technologies will cease to be add-ons and begin to serve a more integrative function in transforming language teaching and learning. In this session we propose that the paper-based textbook has outlived its usefulness in today's world, logistically and pedagogically. We focus on two aspects of the future paperless classroom: what students do on their own time and how; and what can be done during class time and how. Specific examples are provided from an existing digital learning environment and a project in development in Spanish, but the theoretical and practical principles are applicable to any language and level.